Advertising Agency Agreement by demandmetric


The purpose of this tool is to help you develop an ad agency agreement.

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									Ad Agency Agreement Template

The purpose of this tool is to help you develop an ad agency agreement.

How to Use this Template

Complete the following sections and have this agreement reviewed by legal.

              Advertising and Marketing Services Agreement

                                  Agreement Between

                                Enter Agency Name Here


                            Enter your Company Name Here

                                Date: DD/MMMM/YYYY
Table of Contents              Page

1.   Description of Services   3

2.   Fees and Terms            3

3.   Duration                  4

4.   General Conditions        4
It is hereby agreed upon, by and between, ______________________, hereinafter referred to as
CLIENT, and _________________, hereinafter referred to as AGENCY, that the CLIENT will retain
AGENCY to provide the products and services necessary to conduct advertising and
marketing campaigns as agreed to by both parties starting on the 1st day of ________,

1. Description of Services

CLIENT engages AGENCY to render, and AGENCY agrees to render to CLIENT, certain
services in connection with Advertiser's planning, preparing and placing of advertising for
certain of CLIENT’s products as follows:

   a. Analyze CLIENT’s current and proposed products and services and present and
      potential markets.
   b. Create, prepare and submit to CLIENT for its prior approval advertising ideas and
   c. Prepare and submit to CLIENT for its prior approval estimates of costs and expenses
      associated with proposed advertising ideas and programs.
   d. Design and prepare, or arrange for the design and preparation of, advertisements.
   e. Perform such other services as CLIENT may request from time to time such as, but
      not limited to, direct mail advertising preparation, speech writing, publicity and
      public relations work, market research and analysis.
   f. Order advertising space, time or other means to be used for publication of CLIENT’s
      advertisements, at all times endeavoring to secure the most efficient and
      advantageous rates available.
   g. Proof for accuracy and completeness of insertions, displays, broadcasts, or other
      forms of advertisements.
   h. Audit invoices for space, time, material preparation and charges.

2. Fees and Terms
   a. Fees: Upon execution of this agreement, CLIENT agrees to pay AGENCY a retainer
      fee based on a ____________________RETAINER PACKAGE at the rate of $___________ per
      month. CLIENT will be charged by AGENCY for additional products and or services
      as ordered by the CLIENT that are not included in the __________RETAINER PACKAGE
      at the price(s) posted on the AGENCY PRODUCTS/SERVICES list which is considered
      as part of this agreement. CLIENT agrees to pay AGENCY all pre-approved delivery
      charges, along with reasonable out of pocket miscellaneous expenses and travel to a
      maximum of $200 USD/day, on products and or services ordered by the CLIENT and
      provided by the AGENCY.
   b. Terms: All bills for products and or services ordered by the CLIENT are to be paid to
      AGENCY as ordered or as a debit from funds pre-paid by the CLIENT to the AGENCY
      at least fifteen days prior to the 1st. of the associated month and held by the
      AGENCY in a non interest bearing account. All bills not paid shall bear an interest at
      the rate of 18% per annum.

3. Duration

This agreement shall be for a period of _________, commencing on ____________.

This agreement shall thereafter be automatically renewed for consecutive six month
periods until canceled by either party as provided herein. Either party can cancel said
agreement upon sixty days written notice by certified mail, addressed to:

   a) CLIENT Address
   b) AGENCY Address

4. General Conditions
   a. CLIENT agrees to indemnify and hold AGENCY harmless from and against any and
      all claims relating to this Agreement arising out of acts of conduct of CLIENT
   including, but not limited to, any financial obligations incurred by AGENCY on behalf
   of CLIENT and attorney fees required to defend the AGENCY. CLIENT is responsible
   to review all creative and advertisements to ensure compliance with all local and/or
   federal regulations.
b. In the event that CLIENT cancels or terminates this Agreement, and/or work has
   been done prior to the termination, CLIENT agrees to pay all costs incurred,
   including any future non-cancelable commitments after the termination becomes
c. In the event that it should be necessary or proper for either party to bring any
   action arising under or in connection with this Agreement the prevailing party shall
   be entitled to recoup all costs and reasonable attorney fees incurred in connection
   therewith, including reasonable attorney fees through and including post-judgment
   and appellate proceedings. This Agreement shall be enforced and governed by the
   laws of __________________. The jurisdiction and venue for any such litigation shall
   solely and exclusively ______________.
d. CLIENT agrees and understands that AGENCY shall act on behalf of CLIENT but will
   not be liable for payment of media and purchases placed on behalf of CLIENT that
   have not been paid to AGENCY by CLIENT.
e. Upon payment in full to AGENCY, CLIENT shall not own any rights to any
   products/services or work and materials created by the AGENCY except as provided
   for in this agreement. CLIENT is leasing the use of the products / services and work
   and Material provided by the AGENCY for CLIENT’S exclusive use for advertising at
   the dealership(s) listed in this agreement for the duration and under the terms of
   this agreement.
f. All products and or services provided by the AGENCY are for the exclusive use of
   the CLIENT for the dealership(s) listed in this agreement and may not be copied or
   sold to another party.
g. Miscellaneous: The CLIENT hereby represents and warrants that the CLIENT has full
   legal right and authority to execute, deliver, and perform under this Agreement, and
   that the officer’s execution of this Agreement on behalf of the CLIENT is with the full
   knowledge of the CLIENT and with the power and authority to do so. This
   Agreement is not assignable by the parties without the prior written consent of the
   other. This Agreement constitutes the entire Agreement between the parties hereto
   relating to the subject matter hereof, and supersedes all prior written or oral
   agreements, commitments, representations, or understandings with respect to the
   matters provided for herein, and no modification shall be binding unless set forth in
   writing and duly executed by each party hereto.
IN WITNESS THEREOF, the parties hereby affix their hands and seals the day and year first
above written.

BY_______________________             BY_________________________

Witness___________ Date______                Witness___________ Date______

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